AGM 2020

May 12, 2020

Good afternoon, ladies and gentlemen, and welcome to the Essex Property Trust Annual Shareholder Meeting. At this time, the meeting will begin and it is my pleasure to turn the floor over to your host, George Marcus. Sir, the floor is yours. Thank you. Good afternoon. This meeting will please come to order. Welcome to the 2020 Annual Meeting of Stockholders of Essex Property Trust. Due to the emerging public health impact of the COVID-nineteen pandemic, orders of relevant state and local governments and to support the health and well-being of our stockholders, employees and their families, we are hosting this meeting in a virtually only format. It's virtual only. We have stockholders attending via the web portal. If you encounter any technical difficulty assessing the accessing the meeting, please refer to the support link on the Annual Meeting webpage for the information now to reach the support team. I am George Marcus, Chairman of the Board of Directors of the company and I will act as Chairman of this meeting. I would like to introduce the other directors of the company who are present by webcast. The following other directors are joining us at today's virtual meeting, primarily one of the most talented directors that we have, and I singled him out, is Keith Kirke, Maria Hawthorne, Amil Johnson, Mary Kacares, Irving Lyons, Thomas Robinson, Michael Shaw and Byron Skordellis. Also present at today's meeting is the General Counsel for Essex, Anne Morrison, who will act as the Secretary of the meeting and Brandon Wilcox, partner of the accounting firm of KPMG Independent Registered Public Accountants to the company. Each of you has received a copy of the notice of the annual meeting and the availability of proxy materials for this meeting, which were mailed on or about April 2, 2020 and the notice of change of location, which was made available on or about April 16. Copies of the notice, proxy statement and the annual report are submitted to this meeting available for review on the web portal. There are present at this meeting attending virtually or by proxy stockholders representing at least 45,000,000 shares of common stock of this company, out of a total of approximately 66,200,000 shares of common stock outstanding and entitled to vote at this meeting. Therefore, a quorum is present. At this time, I appoint Chris Viejo as a representative of Broadridge to act as Inspector of Elections. The next order of business is the description of the proposals properly before this meeting, followed by voting on these proposals. All the proposals and the votes required for each proposal have been described in detail in the proxy statement. As explained in our proxy statement, our bylaws have advanced notice providing provisions for proposals intended to be made by stockholders. There are no stockholder proposals and therefore the proposals that I will discuss are the only business properly brought before this meeting. Our Board of Directors approved and recommend the adoption of the following proposals, which I hereby present for a vote at this meeting. Number 1, election of 9 directors of the company as described in our proxy statement. Number 2, ratification of the appointment of KPMG, our certified public accountants, independent registered public accountants for the company for the year ending December 31, 2020. Advisory vote on the company's named executive officers' compensation. If there are any questions concerning any of the proposals, please submit your questions through the web portal. Just ponding for a minute to give you a chance to do that. We will now move on to the voting. Is there anyone who has not submitted a proxy or wishes to change his or her vote on any proposal? You may do so now by clicking the voting button on the web portal and following the instructions therein. We will pause to permit anyone who desires to vote to do so on the web portal. The polls are now closed. The Secretary of the meeting will now report on the results of the vote. Thank you, Mr. Chairman. As Secretary of the meeting and based on information given to me by the Inspector of Election, I report that each of the nominees for election to the Board of Directors, the ratification of KPMG as the company's independent registered public accounting firm and the advisory vote on the company's named executive officer compensation received sufficient 4 votes to be approved. Thank you. I now declare that the 2020 Annual Meeting with Essex Property Trust is hereby formally adjourned. And I will now turn the remainder of the meeting over to our CEO of Essex Property Trust, Michael Shaw, who will give a brief presentation. Michael? Thank you, George. And thanks to everyone that's on the webcast for joining, and welcome to our 26th Annual Shareholder Meeting. As usual, we have a brief presentation to go through, which will take a final look at 2019 and provide a very brief update on 2020. But before doing that, I wanted to make a few introductory comments. Number 1, we conducted our Q1 earnings conference call last week, and that included a lengthy discussion about COVID-nineteen and our Q1 results. And so for a more thorough discussion of recent activity, you can go on to our website, www.essex.com, under the Investor tab to access a recording of the call and also the related Q1 results information, press release and supplemental financial information and SEC filings. 2nd, notwithstanding the pandemic, we have many accomplishments to report over the last 26 years, some of which I'll outline in a moment. But I want to acknowledge the board and the executive team and all of the Essex associates for that contribution. And then finally, in retrospect, I think we were very well prepared for the pandemic, even though we didn't see it coming, not nearly to the extent that things have occurred. But I'd say both financially, the balance sheet is in great order and also rolling out technology solutions was we are ready to do that and we actually accelerated our rollout of various technology solutions, which help keep the team safe and provide future benefits down the road. So with that said, I'll turn to Page 2 of the presentation. And this is the typical forward looking statement disclosure. And I want to note that in summary, we'll be making forward looking statements today that involve risks and uncertainty, including with respect to the pandemic. And so we want to refer you to the SEC reports, which are available on the Essex website or the SEC website. Turning to Page 3. I want to start with the 2020 outlook. So we provided initial 2020 guidance in early February, and we expected it to be another good year. We were guiding to same property revenue growth of 3.1% and core FFO per share growth of 4.2%. We also completed 2 large transactions in the Q1. 1 was the buyout of a partner on a portfolio of around 2,000 apartment units. And partially to finance that, we completed a $500,000,000 12 year unsecured note offering at a fixed rate of 2.7%. And as the quarter was coming to a close, the world changed rather dramatically, as you all know, as a result of the coronavirus COVID-nineteen pandemic and the unprecedented challenges and volatility that resulted on a global scale. The biggest this is really one of the probably the biggest challenge in my career because it was so sudden and the amount of change was so dramatic in such a short period of time. Most of the United States, including the West Coast, were ordered to shelter in place. We shifted priorities very quickly, and Essex remains focused on ensuring the safety of employees and residents while providing our essential housing services and compliance with all the related law emanating from state, local, county, city government, governmental agencies. Because our balance sheet is so strong, we saw the opportunity to repurchase some shares in the at the end of the Q1 and into the 2nd quarter. In total, we've repurchased about $176,000,000 at a steep discount from the recent trading range. The per share average per share price was $2.27 and change. Lacking clarity as to future operations, we withdrew our 2020 guidance on the conference call last week. But our strong financial condition positions the company well to be opportunistic during this uncertain period. So now to page turning to Page Slide 4 is a COVID-nineteen update. Just wanted to outline the various actions the company has taken to deal with the COVID-nineteen pandemic. And there were several initiatives that we put in a press release that were intended to protect our employees and residents during this unprecedented time. One of them was to hold evictions for 90 days for those that have been financially impacted, to avoid rent increases for those who want to sign a lease renewal at no increase, create payment plans for residents that are unable to pay their rent as a result of the outbreak and identify and share government and community resources to help residents secure food, financial assistance and health care. Notably, the government resources are actually pretty substantial, often replacing all or most of the income for those at the low to mid income levels. Turning to Slide 5. So now I'm going back to 2019 and again take a final look at our 2019 results. It was a solid year for Essex. We achieved core FFO per share growth of 6.4%. The same property results were also pretty The same property results were also pretty attractive. Gross revenues growing at 3.4% and net operating income at 3.9% on a same property basis. The tech markets continue to outperform in 2019. And over the last 5 years, we've actually increased our portfolio by about 7% from 54% allocation in Northern California and Seattle, in other words, the tech oriented markets, from 54% to 61%. We also invested over $1,000,000,000 in 2019. Part of that was 8 we bought 8 communities, 2,000 units for 856,000,000 dollars and we originated $141,000,000 in 5 preferred equity transactions. And we had one disposition during the year, and that was a joint venture property at a contract price of $311,000,000 Turning to Page 6. Other accomplishments. We in 2019, we announced our 25th consecutive dividend increase, increasing the dividend by 4.8% to an annualized rate of $7.80 per share and cumulative dividends paid since the IPO in 1994 were over $100 more than 5x the IPO price. Throughout 2019, we strengthened the balance sheet by further improving our leverage ratios and maintaining our BBB investment grade rating. The next bullet point talks about our inaugural corporate social responsibility report, which we published in 2019. The backdrop for that is we have pursued environmental stewardship for many years for over a 10 year period and decided to join others in reporting on those efforts. And so that led to the publication of our 1st corporate social responsibility report. And we remained also active and participated in Gransby, the global real estate sustainability benchmark, having earned their highest rating at GreenStar for the last 4 years. Turning to Slide 7. This is a peer group comparison. We had I guess, the lead into this would be that earlier in the economic cycle, which we clear on the next slide, we had substantial outperformance relative to the peer group. But at this point, all the apartment REITs are actually operating fairly similarly with respect to core FFO growth and same property NOI growth. So in this year in this case, in 2019, we ranked 2 with core FFO growth of 6.4% and number 3 for same store NOI at 3.9%. Putting all this together on the next page, Slide 8, gives you a glance of the company's performance since the IPO. And over that period of time, the compounded annual growth rate of the dividend is 6.4% and 8.4% for FFO or core FFO, actually a combination of core FFO and FFO at 8.4%. Significantly, we became an S and P 500 Dividend Aristocrat earlier this year. And that places us in a very unique company with respect to those that have increased their dividend for each of the 25 year period. And the if you look at overall returns to shareholders since the IPO, our recent total shareholder return, CAGR compounded annual growth rate is 15.5%, and that is because the stock has dropped pretty significantly since the year end where it was 17% from the IPO forward, 17% per year over 26 years almost. So since the and I guess more recently looking at the graph, since the Great Recession, we've grown FFO per share 157%. So we have a tremendous track record, and I'm reminded every day that it's up to me to make sure that we continue this performance. And so we're obviously very proud of it. So that brings us to the end of the presentation. Thank you for joining us today. Feel free to call or e mail us with questions or comments. An email address you can use is investorsessex.com. And in closing, we wish you and your families well during this challenging time. Thank you for joining. Thank you, ladies and gentlemen. This does conclude today's shareholder meeting. Thank you for your participation and have a wonderful day.